[December 13, 2012] |
|
Ciena Reports Fiscal Fourth Quarter 2012 and Year-End Financial Results
HANOVER, Md. --(Business Wire)--
Ciena®
Corporation (NASDAQ: CIEN), the network specialist, today announced
unaudited financial results for its fiscal fourth quarter and year ended
October 31, 2012.
For the fiscal fourth quarter 2012, Ciena reported revenue of $465.5
million as compared to $455.5 million for the fiscal fourth quarter
2011. For fiscal year 2012, Ciena reported revenue of $1.8 billion, as
compared to $1.7 billion for fiscal year 2011.
On the basis of generally accepted accounting principles (GAAP), Ciena's
net loss for the fiscal fourth quarter 2012 was $(38.8) million, or
$(0.39) per common share, which compares to a GAAP net loss of $(22.3)
million, or $(0.23) per common share, for the fiscal fourth quarter
2011. For fiscal year 2012, Ciena had a GAAP net loss of $(144.0)
million, or $(1.45) per common share, which compares to a GAAP net loss
of $(195.5) million or $(2.04) per common share for fiscal year 2011.
Ciena's adjusted (non-GAAP) net loss for the fiscal fourth quarter 2012
was $(6.7) million, or $(0.07) per common share, which compares to an
adjusted (non-GAAP) net income of $3.3 million, or $0.03 per common
share, for the fiscal fourth quarter 2011. For fiscal year 2012, Ciena's
adjusted (non-GAAP) net loss was $(23.5) million, or $(0.24) per common
share, as compared to $(24.2) million, or $(0.25) per common share for
fiscal year 2011.
"With five percent annual revenue growth and fourth quarter financial
performance in line with our expectations, we continued to significantly
outpace the market and take share in 2012 despite the challenging
environment. That momentum resulted in record order flow and year-end
backlog," said Gary Smith, president and CEO of Ciena. "Customers
require more network convergence with greater programmability to deliver
more services, and we believe our portfolio is leading the
transformation to next-generation intelligent networks."
Fiscal Fourth Quarter 2012 Performance Summary
The tables below (in millions, except percentage data) provide
comparisons of certain quarterly results to prior periods, including
sequential quarterly and year over year changes. A reconciliation
between the GAAP and adjusted (non-GAAP) measures contained in this
release is included in Appendices A and B.
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|
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|
|
|
GAAP Results
|
|
|
|
Q4
|
|
Q3
|
|
Q4
|
|
Period Change
|
|
|
FY 2012
|
|
FY 2012
|
|
FY 2011
|
|
Q-T-Q*
|
|
Y-T-Y*
|
Revenue
|
|
$
|
465.5
|
|
|
$
|
474.1
|
|
|
$
|
455.5
|
|
|
(1.8
|
)%
|
|
2.2
|
%
|
Gross margin
|
|
41.3
|
%
|
|
38.2
|
%
|
|
41.7
|
%
|
|
3.1
|
%
|
|
(0.4
|
)%
|
Operating expense
|
|
$
|
214.1
|
|
|
$
|
196.6
|
|
|
$
|
206.2
|
|
|
8.9
|
%
|
|
3.8
|
%
|
Operating margin
|
|
(4.7
|
)%
|
|
(3.2
|
)%
|
|
(3.6
|
)%
|
|
(1.5
|
)%
|
|
(1.1
|
)%
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
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Non-GAAP Results
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|
|
|
Q4
|
|
Q3
|
|
Q4
|
|
Period Change
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|
|
FY 2012
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|
FY 2012
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|
FY 2011
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|
Q-T-Q*
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|
Y-T-Y*
|
Revenue
|
|
$
|
465.5
|
|
|
$
|
474.1
|
|
|
$
|
455.5
|
|
|
(1.8
|
)%
|
|
2.2
|
%
|
Adj. gross margin
|
|
42.7
|
%
|
|
39.6
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%
|
|
43.2
|
%
|
|
3.1
|
%
|
|
(0.5
|
)%
|
Adj. operating expense
|
|
$
|
191.8
|
|
|
$
|
175.6
|
|
|
$
|
180.8
|
|
|
9.2
|
%
|
|
6.1
|
%
|
Adj. operating margin
|
|
1.4
|
%
|
|
2.5
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%
|
|
3.5
|
%
|
|
(1.1
|
)%
|
|
(2.1
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Revenue by Segment
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Q4 FY 2012
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|
Q3 FY 2012
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|
Q4 FY 2011
|
|
|
Revenue
|
|
%
|
|
Revenue
|
|
%
|
|
Revenue
|
|
%
|
Packet-Optical Transport
|
|
$
|
289.4
|
|
|
62.2
|
|
|
$
|
298.5
|
|
|
63.0
|
|
|
$
|
296.2
|
|
|
65.1
|
Packet-Optical Switching
|
|
20.5
|
|
|
4.4
|
|
|
37.8
|
|
|
8.0
|
|
|
41.2
|
|
|
9.0
|
Carrier-Ethernet Solutions
|
|
47.9
|
|
|
10.3
|
|
|
31.3
|
|
|
6.6
|
|
|
28.8
|
|
|
6.3
|
Software and Services
|
|
107.7
|
|
|
23.1
|
|
|
106.5
|
|
|
22.4
|
|
|
89.3
|
|
|
19.6
|
Total
|
|
$
|
465.5
|
|
|
100.0
|
|
|
$
|
474.1
|
|
|
100.0
|
|
|
$
|
455.5
|
|
|
100.0
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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* Denotes % change, or in the case of margin, absolute change
|
|
Additional Performance Metrics for Fiscal Fourth Quarter 2012
-
Non-U.S. customers contributed 46% of total revenue
-
One 10%-plus customer represented a total of 11% of revenue
-
Cash and investments totaled $692.5 million
-
Cash flow from operations totaled $10.6 million
-
Average days' sales outstanding (DSOs) were 72
-
Accounts receivable balance was $345.5 million
-
Inventories totaled $260.1 million, including:
-
Raw materials: $39.7 million
-
Work in process: $10.7 million
-
Finished goods: $178.2 million
-
Deferred cost of sales: $71.5 million
-
Reserve for excess and obsolescence: $(40.0) million
-
Product inventory turns were 3.3
-
Headcount totaled 4,481
Business Outlook for Fiscal First Quarter 2013
Statements relating to business outlook are forward-looking in nature
and actual results may differ materially. These statements should be
read in the context of the Notes to Investors below.
Ciena expects financial performance for fiscal first quarter 2013, a
quarter in which we typically experience seasonal reductions in order
volume and customer deployment activity, to include:
-
Revenue in the range of $435 to $460 million
-
Adjusted (non-GAAP) gross margin percentage in the low 40s range
-
Adjusted (non-GAAP) operating expense in the high $180s million range
Live Web Broadcast of Unaudited Fiscal Fourth Quarter 2012 Results
Ciena will host a discussion of its unaudited fiscal fourth quarter 2012
and year-end results with investors and financial analysts today,
Thursday, December 13, 2012 at 8:30 a.m. (Eastern). The live broadcast
of the discussion will be available via Ciena's homepage at http://www.ciena.com/.
An archived version of the discussion will be available shortly
following the conclusion of the live broadcast on the Investor Relations
page of Ciena's website at: www.ciena.com/investors.
About Ciena
Ciena is the network specialist. We collaborate with customers worldwide
to unlock the strategic potential of their networks and fundamentally
change the way they perform and compete. Ciena leverages its deep
expertise in packet and optical networking and distributed software
automation to deliver solutions in alignment with OPn, its
approach for building open next-generation networks. We enable a
high-scale, programmable infrastructure that can be controlled and
adapted by network-level applications, and provide open interfaces to
coordinate computing, storage and network resources in a unified,
virtualized environment. We routinely post recent news, financial
results and other important announcements and information about Ciena on
our website. For more information, visit www.ciena.com.
Notes to Investors
Forward-looking statements. This press release contains
certain forward-looking statements that involve risks and uncertainties.
These statements are based on current expectations, forecasts,
assumptions and other information available to the Company as of the
date hereof. Forward-looking statements include statements regarding
Ciena's expectations, beliefs, intentions or strategies regarding the
future and can be identified by forward-looking words such as
"anticipate," "believe," "could," "estimate," "expect," "intend," "may,"
"should," "will," and "would" or similar words. Forward-looking
statements in this release include: "With five percent annual revenue
growth and fourth quarter financial performance in line with our
expectations, we continued to significantly outpace the market and take
share in 2012 despite the challenging environment"; "That momentum
resulted in record order flow and year-end backlog"; "Customers require
more network convergence with greater programmability to deliver more
services, and we believe our portfolio is leading the transformation to
next-generation intelligent networks"; "Ciena expects financial
performance for fiscal first quarter 2013, a quarter in which we
typically experience seasonal reductions in order volume and customer
deployment activity, to include revenue in the range of $435 to $460
million, adjusted (non-GAAP) gross margin percentage in the low 40s
range, adjusted (non-GAAP) operating expense in the high $180s million
range."
Ciena's actual results, performance or events may differ materially from
these forward-looking statements made or implied due a number of risks
and uncertainties relating to Ciena's business, including: the effect of
broader economic and market conditions on our customers and their
business; changes in network spending or network strategy by large
communication service providers; seasonality and the timing and size of
customer orders, including our ability to recognize revenue relating to
such sales; the level of competitive pressure we encounter; the product,
customer and geographic mix of sales within the period; supply chain
disruptions and the level of success relating to efforts to optimize
Ciena's operations; changes in foreign currency exchange rates affecting
revenue and operating expense; and the other risk factors disclosed in
Ciena's Report on Form 10-Q filed with the Securities and Exchange
Commission on September 5, 2012. Ciena assumes no obligation to update
any forward-looking information included in this press release.
Non-GAAP Presentation of Quarterly Results. This release
includes non-GAAP measures of Ciena's gross profit, operating expense,
income (loss) from operations, net income (loss) and net income (loss)
per share. In evaluating the operating performance of Ciena's business,
management excludes certain charges and credits that are required by
GAAP. These items share one or more of the following characteristics:
they are unusual and Ciena does not expect them to recur in the ordinary
course of its business; they do not involve the expenditure of cash;
they are unrelated to the ongoing operation of the business in the
ordinary course; or their magnitude and timing is largely outside of
Ciena's control. Management believes that the non-GAAP measures below
provide management and investors useful information and meaningful
insight to the operating performance of the business. The presentation
of these non-GAAP financial measures should be considered in addition to
Ciena's GAAP results and these measures are not intended to be a
substitute for the financial information prepared and presented in
accordance with GAAP. Ciena's non-GAAP measures and the related
adjustments may differ from non-GAAP measures used by other companies
and should only be used to evaluate Ciena's results of operations in
conjunction with our corresponding GAAP results. To the extent not
previously disclosed in a prior Ciena financial results press release,
Appendixes A and B to this press release sets forth a complete GAAP to
non-GAAP reconciliation of the non-GAAP measures contained in this
release.
|
|
|
|
|
CIENA CORPORATION
|
CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
|
(in thousands, except per share data)
|
|
|
|
|
|
|
|
Quarter Ended October 31,
|
|
Year Ended October 31,
|
|
|
2011
|
|
2012
|
|
2011
|
|
2012
|
Revenue:
|
|
|
|
|
|
|
|
|
Products
|
|
$
|
368,049
|
|
|
$
|
363,174
|
|
|
$
|
1,406,532
|
|
|
$
|
1,454,991
|
|
Services
|
|
87,406
|
|
|
102,357
|
|
|
335,438
|
|
|
378,932
|
|
Total revenue
|
|
455,455
|
|
|
465,531
|
|
|
1,741,970
|
|
|
1,833,923
|
|
Cost of goods sold:
|
|
|
|
|
|
|
|
|
Products
|
|
210,686
|
|
|
211,443
|
|
|
825,969
|
|
|
868,805
|
|
Services
|
|
54,859
|
|
|
61,882
|
|
|
206,855
|
|
|
240,894
|
|
Total cost of goods sold
|
|
265,545
|
|
|
273,325
|
|
|
1,032,824
|
|
|
1,109,699
|
|
Gross profit
|
|
189,910
|
|
|
192,206
|
|
|
709,146
|
|
|
724,224
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
Research and development
|
|
91,232
|
|
|
95,801
|
|
|
379,862
|
|
|
364,179
|
|
Selling and marketing
|
|
71,235
|
|
|
74,013
|
|
|
251,990
|
|
|
266,338
|
|
General and administrative
|
|
27,276
|
|
|
29,772
|
|
|
126,242
|
|
|
114,122
|
|
Acquisition and integration costs
|
|
2,340
|
|
|
20
|
|
|
42,088
|
|
|
(120
|
)
|
Amortization of intangible assets
|
|
13,534
|
|
|
12,545
|
|
|
69,665
|
|
|
51,697
|
|
Restructuring costs
|
|
591
|
|
|
1,990
|
|
|
5,781
|
|
|
7,854
|
|
Change in fair value of contingent consideration
|
|
-
|
|
|
-
|
|
|
(3,289
|
)
|
|
-
|
|
Total operating expenses
|
|
206,208
|
|
|
214,141
|
|
|
872,339
|
|
|
804,070
|
|
Loss from operations
|
|
(16,298
|
)
|
|
(21,935
|
)
|
|
(163,193
|
)
|
|
(79,846
|
)
|
Interest and other income (loss), net
|
|
(1,312
|
)
|
|
(3,468
|
)
|
|
6,022
|
|
|
(15,200
|
)
|
Interest expense
|
|
(9,500
|
)
|
|
(10,840
|
)
|
|
(37,926
|
)
|
|
(39,653
|
)
|
Gain on cost method investments
|
|
7,249
|
|
|
-
|
|
|
7,249
|
|
|
-
|
|
Loss before income taxes
|
|
(19,861
|
)
|
|
(36,243
|
)
|
|
(187,848
|
)
|
|
(134,699
|
)
|
Provision for income taxes
|
|
2,468
|
|
|
2,528
|
|
|
7,673
|
|
|
9,322
|
|
Net loss
|
|
$
|
(22,329
|
)
|
|
$
|
(38,771
|
)
|
|
$
|
(195,521
|
)
|
|
$
|
(144,021
|
)
|
Basic net loss per common share
|
|
$
|
(0.23
|
)
|
|
$
|
(0.39
|
)
|
|
$
|
(2.04
|
)
|
|
$
|
(1.45
|
)
|
Diluted net loss per potential common share
|
|
$
|
(0.23
|
)
|
|
$
|
(0.39
|
)
|
|
$
|
(2.04
|
)
|
|
$
|
(1.45
|
)
|
Weighted average basic common shares outstanding
|
|
97,197
|
|
|
100,506
|
|
|
95,854
|
|
|
99,341
|
|
Weighted average dilutive potential common shares outstanding
|
|
97,197
|
|
|
100,506
|
|
|
95,854
|
|
|
99,341
|
|
|
|
|
CIENA CORPORATION
|
CONDENSED UNAUDITED CONSOLIDATED BALANCE SHEETS
|
(in thousands, except share data)
|
|
|
|
|
|
October 31,
|
|
|
2011
|
|
2012
|
ASSETS
|
|
|
|
|
Current assets:
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
541,896
|
|
|
$
|
642,444
|
|
Short-term investments
|
|
-
|
|
|
50,057
|
|
Accounts receivable, net
|
|
417,509
|
|
|
345,496
|
|
Inventories
|
|
230,076
|
|
|
260,098
|
|
Prepaid expenses and other
|
|
143,357
|
|
|
117,595
|
|
Total current assets
|
|
1,332,838
|
|
|
1,415,690
|
|
Long-term investments
|
|
50,264
|
|
|
-
|
|
Equipment, furniture and fixtures, net
|
|
122,558
|
|
|
123,580
|
|
Other intangible assets, net
|
|
331,635
|
|
|
257,137
|
|
Other long-term assets
|
|
114,123
|
|
|
84,736
|
|
Total assets
|
|
$
|
1,951,418
|
|
|
$
|
1,881,143
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
Current liabilities:
|
|
|
|
|
Accounts payable
|
|
$
|
157,116
|
|
|
$
|
179,704
|
|
Accrued liabilities
|
|
197,004
|
|
|
209,540
|
|
Deferred revenue
|
|
99,373
|
|
|
79,516
|
|
Convertible notes payable
|
|
-
|
|
|
216,210
|
|
Total current liabilities
|
|
453,493
|
|
|
684,970
|
|
Long-term deferred revenue
|
|
24,425
|
|
|
27,560
|
|
Other long-term obligations
|
|
17,263
|
|
|
31,779
|
|
Long term convertible notes payable
|
|
1,442,364
|
|
|
1,225,806
|
|
Total liabilities
|
|
1,937,545
|
|
|
1,970,115
|
|
Commitments and contingencies
|
|
|
|
|
Stockholders' equity (deficit):
|
|
|
|
|
Preferred stock - par value $0.01; 20,000,000 shares authorized;
zero shares issued and outstanding
|
|
-
|
|
|
-
|
|
Common stock - par value $0.01; 290,000,000 shares authorized;
97,440,436 and 100,601,792 shares issued and outstanding
|
|
974
|
|
|
1,006
|
|
Additional paid-in capital
|
|
5,753,236
|
|
|
5,797,765
|
|
Accumulated other comprehensive income (loss)
|
|
31
|
|
|
(3,354
|
)
|
Accumulated deficit
|
|
(5,740,368
|
)
|
|
(5,884,389
|
)
|
Total stockholders' equity (deficit)
|
|
13,873
|
|
|
(88,972
|
)
|
Total liabilities and stockholders' equity (deficit)
|
|
$
|
1,951,418
|
|
|
$
|
1,881,143
|
|
|
|
|
CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
(in thousands)
|
|
|
|
|
|
Year Ended October 31,
|
|
|
2011
|
|
2012
|
Cash flows from operating activities:
|
|
|
|
|
Net loss
|
|
$
|
(195,521
|
)
|
|
$
|
(144,021
|
)
|
Adjustments to reconcile net loss to net cash provided by (used in)
operating activities:
|
|
|
|
|
Gain on cost method investments
|
|
(7,249
|
)
|
|
-
|
|
Change in fair value of embedded redemption feature
|
|
(2,800
|
)
|
|
6,600
|
|
Depreciation of equipment, furniture and fixtures, and amortization
of leasehold improvements
|
|
60,154
|
|
|
59,099
|
|
Share-based compensation costs
|
|
37,930
|
|
|
32,394
|
|
Amortization of intangible assets
|
|
95,927
|
|
|
74,497
|
|
Provision for inventory excess and obsolescence
|
|
17,334
|
|
|
23,438
|
|
Provision for warranty
|
|
18,451
|
|
|
33,418
|
|
Other
|
|
5,541
|
|
|
7,122
|
|
Changes in assets and liabilities:
|
|
|
|
|
Accounts receivable
|
|
(75,623
|
)
|
|
70,366
|
|
Inventories
|
|
14,209
|
|
|
(53,460
|
)
|
Prepaid expenses and other
|
|
(18,302
|
)
|
|
1,748
|
|
Accounts payable, accruals and other obligations
|
|
(59,285
|
)
|
|
12,610
|
|
Deferred revenue
|
|
18,749
|
|
|
(16,722
|
)
|
Net cash provided by (used in) operating activities
|
|
(90,485
|
)
|
|
107,089
|
|
Cash flows used in investing activities:
|
|
|
|
|
Payments for equipment, furniture, fixtures and intellectual property
|
|
(52,367
|
)
|
|
(48,098
|
)
|
Restricted cash
|
|
10,751
|
|
|
35,597
|
|
Purchase of available for sale securities
|
|
(49,892
|
)
|
|
-
|
|
Proceeds from sale of cost method investment
|
|
6,544
|
|
|
524
|
|
Receipt of contingent consideration related to business acquisition
|
|
16,394
|
|
|
-
|
|
Net cash used in investing activities
|
|
(68,570
|
)
|
|
(11,977
|
)
|
Cash flows from financing activities:
|
|
|
|
|
Repayment of capital lease obligations
|
|
-
|
|
|
(1,895
|
)
|
Debt issuance costs
|
|
-
|
|
|
(2,331
|
)
|
Proceeds from issuance of common stock
|
|
13,202
|
|
|
12,166
|
|
Net cash provided by financing activities
|
|
13,202
|
|
|
7,940
|
|
Effect of exchange rate changes on cash and cash equivalents
|
|
(938
|
)
|
|
(2,504
|
)
|
Net increase (decrease) in cash and cash equivalents
|
|
(146,791
|
)
|
|
100,548
|
|
Cash and cash equivalents at beginning of period
|
|
688,687
|
|
|
541,896
|
|
Cash and cash equivalents at end of period
|
|
$
|
541,896
|
|
|
$
|
642,444
|
|
Supplemental disclosure of cash flow information
|
|
|
|
|
Cash paid during the period for interest
|
|
$
|
32,931
|
|
|
$
|
33,511
|
|
Cash paid during the period for income taxes, net
|
|
$
|
3,204
|
|
|
$
|
9,603
|
|
Non-cash investing and financing activities
|
|
|
|
|
Purchase of equipment in accounts payable
|
|
$
|
6,431
|
|
|
$
|
5,202
|
|
Debt issuance costs in accrued liabilities
|
|
$
|
-
|
|
|
$
|
319
|
|
Fixed assets purchased under capital leases
|
|
$
|
1,106
|
|
|
$
|
6,736
|
|
|
APPENDIX A - Reconciliation of Adjusted (Non- GAAP) Quarterly
Measurements
|
|
|
|
|
|
|
|
Quarter Ended
|
|
|
October 31,
|
|
|
2011
|
|
2012
|
Gross Profit Reconciliation (GAAP/non-GAAP)
|
|
|
|
|
GAAP gross profit
|
|
$
|
189,910
|
|
|
$
|
192,206
|
|
Share-based compensation-products
|
|
611
|
|
|
647
|
|
Share-based compensation-services
|
|
365
|
|
|
326
|
|
Amortization of intangible assets
|
|
5,827
|
|
|
5,384
|
|
Total adjustments related to gross profit
|
|
6,803
|
|
|
6,357
|
|
Adjusted (non-GAAP) gross profit
|
|
$
|
196,713
|
|
|
$
|
198,563
|
|
Adjusted (non-GAAP) gross profit percentage
|
|
43.2
|
%
|
|
42.7
|
%
|
|
|
|
|
|
Operating Expense Reconciliation (GAAP/non-GAAP)
|
|
|
|
|
GAAP operating expense
|
|
$
|
206,208
|
|
|
$
|
214,141
|
|
Share-based compensation-research and development
|
|
2,558
|
|
|
2,500
|
|
Share-based compensation-sales and marketing
|
|
3,312
|
|
|
3,048
|
|
Share-based compensation-general and administrative
|
|
3,117
|
|
|
2,205
|
|
Acquisition and integration costs
|
|
2,340
|
|
|
20
|
|
Amortization of intangible assets
|
|
13,534
|
|
|
12,545
|
|
Restructuring costs
|
|
591
|
|
|
1,990
|
|
Total adjustments related to operating expense
|
|
25,452
|
|
|
22,308
|
|
Adjusted (non-GAAP) operating expense
|
|
$
|
180,756
|
|
|
$
|
191,833
|
|
|
|
|
|
|
Income (Loss) from Operations Reconciliation (GAAP/non-GAAP)
|
|
|
|
|
GAAP loss from operations
|
|
$
|
(16,298
|
)
|
|
$
|
(21,935
|
)
|
Total adjustments related to gross profit
|
|
6,803
|
|
|
6,357
|
|
Total adjustments related to operating expense
|
|
25,452
|
|
|
22,308
|
|
Adjusted (non-GAAP) income from operations
|
|
$
|
15,957
|
|
|
6,730
|
|
Adjusted (non-GAAP) operating margin percentage
|
|
3.5
|
%
|
|
1.4
|
%
|
|
|
|
|
|
Net Income (Loss) Reconciliation (GAAP/non-GAAP)
|
|
|
|
|
GAAP net loss
|
|
$
|
(22,329
|
)
|
|
$
|
(38,771
|
)
|
Total adjustments related to gross profit
|
|
6,803
|
|
|
6,357
|
|
Total adjustments related to operating expense
|
|
25,452
|
|
|
22,308
|
|
Gain on cost method investment
|
|
(7,249
|
)
|
|
-
|
|
Change in fair value of embedded redemption feature
|
|
580
|
|
|
3,440
|
|
Adjusted (non-GAAP) net income (loss)
|
|
$
|
3,257
|
|
|
$
|
(6,666
|
)
|
|
|
|
|
|
Weighted average basic common shares outstanding
|
|
97,197
|
|
|
100,506
|
|
Weighted average dilutive potential common shares outstanding
|
|
97,857
|
|
|
100,506
|
|
|
|
|
|
|
Net Income (Loss) per Common Share
|
|
|
|
|
GAAP diluted net loss per common share
|
|
$
|
(0.23
|
)
|
|
$
|
(0.39
|
)
|
Adjusted (non-GAAP) diluted net income (loss) per common share
|
|
$
|
0.03
|
|
|
$
|
(0.07
|
)
|
|
|
|
|
|
|
|
|
|
|
APPENDIX B - Reconciliation of Adjusted (Non- GAAP) Annual
Measurements
|
|
|
|
|
|
|
|
Year Ended
|
|
|
October 31,
|
|
|
2011
|
|
2012
|
Gross Profit Reconciliation (GAAP/non-GAAP)
|
|
|
|
|
GAAP gross profit
|
|
$
|
709,146
|
|
|
$
|
724,224
|
|
Share-based compensation-products
|
|
2,269
|
|
|
2,156
|
|
Share-based compensation-services
|
|
1,881
|
|
|
1,462
|
|
Amortization of intangible assets
|
|
23,307
|
|
|
22,032
|
|
Fair value adjustment of acquired inventory
|
|
5,735
|
|
|
-
|
|
Total adjustments related to gross profit
|
|
33,192
|
|
|
25,650
|
|
Adjusted (non-GAAP) gross profit
|
|
$
|
742,338
|
|
|
$
|
749,874
|
|
Adjusted (non-GAAP) gross profit percentage
|
|
42.6
|
%
|
|
40.9
|
%
|
|
|
|
|
|
Operating Expense Reconciliation (GAAP/non-GAAP)
|
|
|
|
|
GAAP operating expense
|
|
$
|
872,339
|
|
|
$
|
804,070
|
|
Share-based compensation-research and development
|
|
10,149
|
|
|
8,567
|
|
Share-based compensation-sales and marketing
|
|
12,182
|
|
|
11,558
|
|
Share-based compensation-general and administrative
|
|
11,140
|
|
|
8,691
|
|
Acquisition and integration costs
|
|
42,088
|
|
|
(120
|
)
|
Amortization of intangible assets
|
|
69,665
|
|
|
51,697
|
|
Restructuring costs
|
|
5,781
|
|
|
7,854
|
|
Change in fair value of contingent consideration
|
|
(3,289
|
)
|
|
-
|
|
Settlement of patent litigation
|
|
500
|
|
|
-
|
|
Total adjustments related to operating expense
|
|
148,216
|
|
|
88,247
|
|
Adjusted (non-GAAP) operating expense
|
|
$
|
724,123
|
|
|
$
|
715,823
|
|
|
|
|
|
|
Loss from Operations Reconciliation (GAAP/non-GAAP)
|
|
|
|
|
GAAP loss from operations
|
|
$
|
(163,193
|
)
|
|
$
|
(79,846
|
)
|
Total adjustments related to gross profit
|
|
33,192
|
|
|
25,650
|
|
Total adjustments related to operating expense
|
|
148,216
|
|
|
88,247
|
|
Adjusted (non-GAAP) income from operations
|
|
$
|
18,215
|
|
|
34,051
|
|
Adjusted (non-GAAP) operating margin percentage
|
|
1.0
|
%
|
|
1.9
|
%
|
|
|
|
|
|
Loss Reconciliation (GAAP/non-GAAP)
|
|
|
|
|
GAAP net loss
|
|
$
|
(195,521
|
)
|
|
$
|
(144,021
|
)
|
Total adjustments related to gross profit
|
|
33,192
|
|
|
25,650
|
|
Total adjustments related to operating expense
|
|
148,216
|
|
|
88,247
|
|
Gain on cost method investment
|
|
(7,249
|
)
|
|
-
|
|
Change in fair value of embedded redemption feature
|
|
(2,800
|
)
|
|
6,600
|
|
Adjusted (non-GAAP) net loss
|
|
$
|
(24,162
|
)
|
|
$
|
(23,524
|
)
|
|
|
|
|
|
Weighted average basic common shares outstanding
|
|
95,854
|
|
|
99,341
|
|
Weighted average dilutive potential common shares outstanding
|
|
95,854
|
|
|
99,341
|
|
|
|
|
|
|
Net Loss per Common Share
|
|
|
|
|
GAAP diluted net loss per common share
|
|
$
|
(2.04
|
)
|
|
$
|
(1.45
|
)
|
Adjusted (non-GAAP) diluted net income (loss) per common share
|
|
$
|
(0.25
|
)
|
|
$
|
(0.24
|
)
|
|
|
|
|
|
|
|
|
|
The adjusted (non-GAAP) measures above and their reconciliation to
Ciena's GAAP results for the periods presented reflect adjustments
relating to the following items:
-
Share-based compensation expense - a non-cash expense incurred
in accordance with share-based compensation accounting guidance.
-
Amortization of intangible assets - a non-cash expense arising
from the acquisition of intangible assets, principally developed
technologies and customer-related intangibles acquired from the MEN
Business, that Ciena is required to amortize over its expected useful
life.
-
Fair value adjustment of acquired inventory - an infrequent
charge required by acquisition accounting rules resulting from the
required revaluation of inventory acquired from the MEN Business to
estimated fair value. This revaluation resulted in a net increase in
inventory carrying value and an increase in cost of goods sold for the
periods indicated.
-
Acquisition and integration costs - reflects transaction
expense, and consulting and third party service fees associated with
the acquisition of the Nortel MEN Business and the integration of this
business into Ciena's operations.
-
Restructuring costs - costs incurred as a result of
restructuring activities taken to align resources with perceived
market opportunities.
-
Change in fair value of contingent consideration - a non-cash,
unrealized gain during the periods identified related to Nortel's
intent to exercise its early termination right relating to the
Carling, Canada facility lease entered into as part of the acquisition
of the MEN Business.
-
Settlement of patent litigation - included in general and
administrative expense during our first quarter of fiscal 2011 is a
$0.5 million patent litigation settlement.
-
Gain on cost method investments - a non-cash gain related to
the sale of a privately held technology company in which Ciena held a
minority equity investment, which gain Ciena does not believe is
reflective of its ongoing operating costs.
-
Change in fair value of embedded redemption feature - a
non-cash unrealized gain or loss reflective of a mark to market fair
value adjustment of an embedded derivative related to the redemption
feature of Ciena's outstanding 4.0% senior convertible notes.
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